Marval, O?Farrell & Mairal advised Telmex
As a result of the bidding process carried out under the bankruptcy proceedings of AT&T Latin America Corp. (Chapter 11) at the United States Bankruptcy Court for the Southern District of Florida, in the City of Miami, United States of America, Teléfonos de México, SA de CV (?Telmex?) acquired the assets of AT&T Latin America Corp. including, among others, the shares of AT&T Argentina S.A. The closing of the transaction was subject to the corresponding approvals, including, among others, the approval of the Argentine Secretary of Communications.
After obtaining such authorization, the transaction closed on February 24, 2004.
As part of the transaction, a global vendor financing with Nortel Networks Limited, Cisco Systems Capital Corporation and Lucent Technologies, Inc. which also involved AT&T Latin America and other affiliates of Latin America, was discharged. Therefore, as a condition to the transaction, AT&T Argentina S.A. was required to obtain the release of all collateral and guarantees previously granted in order to secure the global vendor financing.
Under the vendor financing transaction AT&T Argentina S.A. and its shareholders (as well as its subsidiary Maderored S.A.) had executed several security agreements. The security agreements included a master chattel mortgage agreement on some assets, a stock pledge agreement on the company?s stock and a licences and permits pledge agreement, as well as three security trusts by which the company had transferred in trust certain real estate property, material agreements and cash flows (collectively, the ?Security Agreements?). ABN AMRO Bank N.V., Argentine Branch had been appointed as Trustee and Collateral Agent under the Security Agreements.
Therefore, and simultaneously with closing of the transaction, ABN AMRO Bank N.V., Argentine Branch in its capacity as Trustee and Collateral Agent was instructed by the Beneficiary and the Secured Party under the Security Agreements to release the collateral. To such end release agreements were executed under each of the Security Agreements. Telmex was represented by Marval, O?Farrell & Mairal (partner Alberto Rivera and associate Sebastián Kaplan).
Matlinpatterson Global Opportunities Partners, LP., Nortel Networks Limited´s assignee, Cisco Systems Capital Corporation and Lucent Technologies, Inc were represented by Marval, O?Farrell & Mairal (partner Santiago Carregal and associates Mariana Alvarez Gaiani and Victoria Facio).
ABN AMRO Bank N.V., Argentine Branch was represented by Marval, O?Farrell & Mairal (partner Roberto E. Silva, Jr. and associates Sonia F. Salvatierra, Alejandro Vogelman and Luis Vernet).
L. Mariano Salas and Juan Pablo Fernández Ranvier, Trust Officers of ABN AMRO Bank N.V., Argentine Branch, both attorneys, worked on the deal.
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